The Marshall Mathers LP is the third studio album by American rapper Eminem, the album is the follow up to 1999's The Slim Shady LP and was inspired by his critics who had been criticizing him. Released on May 23rd, 2000, the record sold 1.76 million copies it's first week and went on to be certified diamond by the RIAA. Having sold over 11 million copies as of 2018, it is the best selling rap album in the United States. The album has also been called the greatest hip-hop record, Rolling Stone placed it at 7 on the greatest albums of the 2000s and #244 on the 500 Greatest albums.

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Eminem released his debut solo album Infinite in 1996 to poor sales, resulting in Marshall creating his alter ego "Slim Shady" who had been introduced on The Slim Shady EP in 1997 which Interscope Records CEO Jimmy Iovine play for Dr. Dre after getting a copy of it by Mathers after placing second in a rap competition called "Rap Olympics" impressed by it, Dre signed Eminem to his record company Aftermath Entertainment a sub company of Interscope. The Slim Shady LP dropped a year after Eminem was signed and became the biggest selling rap album of that year debuting at #2 on the Billboard 200 and sold 283,000 copies on it's first week.

Marshall wrote lyrics while on a European tour promoting The Slim Shady LP and got inspiration in Amsterdam. While there, Marshall got a phone call from Dre at the studio who was playing a beat in the background. Marshall asked what beat was playing and asked Dre to send a tape of the beat, which would later become "Kill You". Although many songs were written then, the first song he wrote for the album shortly after finishing work on The Slim Shady LP in late 1998 was "Kim", a song that portrays Marshall vividly murdering his then-wife, Kim Mathers. The song doesn't appear on the clean version and is instead it's replaced by "The Kids". The explicit version of this song is also featured as a bonus track on the explicit version. "Criminal" was based on a piano riff that Marshall overheard producer Jeff Bass playing in the next studio, whom also gave Mathers the inspiration for "Marshal Mathers" after hearing him strumming a guitar and spontaneously singing the hook with it.The most famous track "Stan" samples Thank You by Dido. The 45 King, the song's producer, heard the song on an advertisement for the movie Sliding Doors and added a drum and bass line. As soon as Marshall heard Dido's lyrics, he could hear in his mind the lyrics portraying an obsessed fan and began crafting a song about an obsessed fan who killed himself and his pregnant girlfriend (played by Dido in the video) cause Eminem wouldn't respond to his letters.

The recording took two months and by February had 16 tracks and was ready to release the album. Marshall submitted the album to Interscope and they said it was one track short of a great album. Although "who Knew was originally pending to be the album's lead single, Interscope CEO Jimmy Iovine suggested a lighter, more radio-friendly song similar to My Name Is from The Slim Shady LP. This thought greatly stressed out Marshall and led him to write The Way I Am. Mathers would later write "The Real Slim Shady", which was released as the first single off the album. The Way I Am, however, was released as the second single and talks about his fame and struggles going out in public and features Marilyn Manson who was accused of inspiring the Columbine shooting in Colorado. "Stan" would be released as the third single.

The album contains more autobiographical lyrics than The Slim Shady LP. The main topics throughout the album is his personal life, stardom, and criticisms that he's been given since the last album. The record also referenced events that happened around the time, such as the Columbine School Shooting Massacre in Colorado. Despite the release of a clean version of the album, even in the explicit version, most of the lines referencing the Massacre are censored including a line from the song "I'm Back" with "I take seven [kids] from [Columbine], stand 'em all in line Add an AK-47, a revolver, a nine A MAC-11 and it oughta solve the problem of mine" and in "Kim" with "There's a [four] year old little [boy] laying dead with a slit throat in your living room!". Those weren't the only censors in the explicit version. In "Marshall Mathers", when he addressed his beef with his mom and the lawsuit she filed against him, the line "It doesn't matter [your attorney Fred Gibson's a] faggot!" was also edited to avoid beef with the Detroit government.

The album also contains lyrical samples and hip hop references, such as the the hook on "The Way I Am", which samples "And The Rhythm Goes On" by Eric B. & Rakim. The first two lines of I'm Back are based on a song by the same group called "My Melody". The pre-hook of the song "Marshall Mathers" is a parody of "Summer Girls" by LFO. Snoop Dogg makes an appearance of the album with the song 'Bitch Please II' which is a sequel to the original "Bitch Please off snoo is the only song that Snoop and him did together.

Some the lyrics on the record have been deemed homophobic such as in the song "Criminal" with the lines "My words are like a dagger with a jagged edge/That'll stab you in the head whether you're a fag or lez...[Do I]Hate fags?/The answer's yes." which motivated GLADD (Gay & Lesbian Alliance Against Defamation) to protest the album and get it pulled off the shelves. Eminem responded to GLADD saying "I think its hard for some people to understand that for me the word 'faggot' has nothing to do with sexual preference. I meant something more like assholes or dickheads." and later said in an interview with The New York Times about same-sex marriages being legalized in Michigan "I think if two people love each other, then what the hell? I think that everyone should have the chance to be equally miserable if they want". He said that his "overall look on things is a lot more mature than it used to be."

Eminem was supposed to play a concert in Toronto but was stopped by Canada's police force who said he wasn't allowed to enter the country cause of the hate crime laws in Canada. In a Globe and Mail editorial, author Robert Everett-Green wrote, "Being offensive is Eminem's job description.", Marshall was later granted in the country.

The biggest controversy surrounding the album is the accusations made by GLAAD saying the album was homophobic and spreading "hate speech". GLAAD would protest the album saying "This is not art, it's hate speech." GLAAD protested record stores and radio stations trying to stop them from promoting the album and trying to get people to boycott the record. Romaine Patterson at GLAAD said "The Marshall Mathers LP by Eminem has been the most homophobic albums and lyrics we ever seem at GLAAD." The controversy came to prominence at the Grammy Awards which gave the album 3 Nominations much to GLAAD's dismay. They would protest the event and convinced CBS to air a anti-bullying advertisement during the Grammy broadcast. Eminem backstage. jokingly said that if he was going to perform, he should perform "Stan" with openly gay musician Elton John. They asked Elton to do it and he accepted the offer. Despite the performance being praised, GLAAD thought it was a publicity stunt and criticized Elton's decisions.

Despite the controversy, the record received critical acclaim. Metacritic gave the record a 78 out of 100. A critic for The Villiage Voice gave the album an A saying it's "a record that rarely flags for more than two or three tracks" and called Eminem "exceptionally witty and musical, discernibly thoughtful and good-hearted, indubitably dangerous and full of shit", while declaring the album "a work of art whose immense entertainment value in no way compromises its intimations of a pathology that's both personal and political".

An Allmusic review called the album "fairly brilliant". NME described the album as a "[g]ruelling assault course of lyrical genius". Entertamient Weekly called it "indefensible and critic-proof, hypocritical and heartbreaking, unlistenable and undeniable" and "the first great pop record of the 21st century". Rolling stone gave the record a 4 out o 5 stars saying that it's "a car-crash record: loud, wild, dangerous, out of control, grotesque, unsettling. It's also impossible to pull your ears away from".